Old Faces
by HartnellTroughton
Summary: The Doctor meets an old friend as they battle a returning enemy that was thought to be destroyed for over 100 years.
1. Part 1

**This is my first Doctor Who only fan-fic. I'm planning on doing weekly or bi-weekly stories of Doctor Who stories using all of the Doctors, including the classic ones. All stories will be mostly four chapters, just like most of the Classic Doctor Who serials. This story is the gap between "Time-Flight" and Arc of Infinity. For those who don't know, this story will be like Big Finish Audio stories where the stories of the Fifth Doctor with just travelling only Nyssa after they left Tegan at Heathrow Airport.**

**I don't own Doctor Who**

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**Part 1**

It is the year 2082 a space station orbiting around the Sol System has received many radio frequencies since it's launch ten years ago. It was all thanks to their head science adviser, who claims he seen them in a dream. With her inventions, the space station has been able to stop threats who are trying to conquer Earth, including the Sontarans and the Mara.

Inside, the crew are celebrating their third year anniversary of their launch. With everyone celebrating the science advisor is at her office trying to create new defense systems for the ship. The sound systems are also working in their stations to make sure that there are no invasions heading towards Earth. They could able to intercept radio waves with a super computer that could also control the ship's super laser that could destroy planet size armadas. "How is the super computer?" the captain in charge said to her men.

"It's fine, no invasions in sight. The computer is also in good shape." one of the radar men said.

"That's good. Continue your work while go back to my suite to rest." the captain said as she exita the room.

After a few minutes, the radar men still didn't find any readings. "Hey we should stop working and party with the other animals down at the lobby." one of the men said.

"No no no no, wait!" the other radar man stopped him, "I've got something. I could hear anything, but the radar show that there isn't any-" the man now is now screaming as he heard a loud noise coming through his head piece. The other man put on his head piece and he too was affected by the noise. The third man saw his fellow workers now in a dazed state as they stared at him. The man ran out to the corridors to warn the captain.

"Captain! Captain! Thank goodness you're still awake. The others have found some noise, but they seem to be look like mindless zombies!" the man heavily breath told the captain. After he told the captain, they now heard screaming coming from the lobby.

"Get the head science adviser to the escape pod quick. She is our only hope to bring back up." the captain ordered. He followed her orders and he put the science adviser into the escape pod. As soon as the pod left, the man saw his fellow crew members affected by the noise that was being played by the PA speaker. The man screamed as the crew are grabbing him.

* * *

The Doctor is at his personal laboratory in the TARDIS trying to make another Sonic Screwdriver. His old Sonic Screwdriver was destroyed by a Terileptil when the Doctor and his companions were in London at 1666. When the Doctor was almost finish completing it, Nyssa came in and interrupted him. "Doctor, something has come up. You have a phone call in the console room." Nyssa said. The Doctor sighed and got up from his desk to take the phone.

"This is the first I received any phone call from the TARDIS." The Doctor took the phone and answered the phone. "Hello? Oh it's you who called. I never thought you could get the TARDIS phone number. It's been a long time since we went to ancient Persia. Oh, something has happened outside of London. Okay I'll be on it." The Doctor put the phone down and was putting the down the coordinates for the TARDIS to go.

"Doctor, who was that?" Nyssa asked.

"An old friend."

"Where are we going now?"

"Earth, 2089." The Doctor told Nyssa before pulling down the last lever he needs to go to Earth.

The TARDIS dematerialized on a futuristic London that looks too bright to see. "Wow Doctor, I never knew that Earth could be so bright." Nyssa said after both of them exit the TARDIS.

"Wait til you see the 31st century, Nyssa. Earth over there is really bright that you need to wear special goggles all the time." The Doctor and Nyssa walked around London til they found an apartment complex where the Doctor's friend lives. The Doctor knocked on his door and his friend was really happy to see him.

"Ah, Doctor! It's so good to see you again." the friend said.

"It's good to see you to Zachary."

"Have you changed your face again. Last time I saw ya, you were wearing a moptop that made think you were descendants to one of the Beatles. And I see you have brought a new friend with ya."

"Oh this Nyssa, Zachary. Nyssa, this my old friend Zachary. London's greatest galaxy archeologist of the late 21st century."

"It's very nice to meet a friend of the Doctor." Nyssa said as she shake his hands.

"It's very nice see you to. You looked like one of his former companions who always have great knowledge of literature. Why don't come in and let me tell you what happened." Zachary let the Doctor and Nyssa in and the three of them sat in the kitchen tables.

"So what happened outside of London, Zachary?" the Doctor asked.

"Last night there was a loud sound near the apartment complex and it's been on the news lately. The place is heavily guarded and police won't let me in."

"Are you sure this isn't one of your scam again Zachary?"

"Of course I am, Doctor. Why would I call you of this is a scam."

"Well you better be careful. Because my friend is from Traken and she has a very good psychic ability." Nyssa then stared at Zachary to get a focus on his mind.

"He's telling the truth Doctor." Nyssa said.

"Well then, how can we go in since you said the place is heavily guarded?"

"Right now the police aren't there now, which makes you have enough time to see if there are treasures there."

"So why aren't you going with us then?"

"Sadly I can't go due to my reputation, but if there is treasure there, bring it here."

"Sorry I can't do that. If truly there is treasure in that sight, I will call the proper authorities and wait for some archaeologist take them to a museum."

"Ah always a man of morals. That's why I appriciate you my friend. Well it's been nice meeting you again."

"It's good to see you too my friend." The Doctor and Zachary shake hands and he and Nyssa went out to crash site. The two investigate around the crash site, but couldn't find any treasures here.

"Are you sure there's treasures around here Doctor." Nyssa asked, "Cause what I'm seeing is just debris of a spaceship."

"I don't think so Nyssa. If there is treasure, no one is crazy enough to crash there ship to a planet. But the ship looks awfully familiar."

"Who's there?" someone said. The Doctor and Nyssa looked around to see who it is and the Doctor is shocked to see this person.


	2. Part 2

**Disclaimer: I don't own Doctor Who.**

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**Part 2**

"Who's there?" someone asked. The Doctor and Nyssa look back to see who it is and the Doctor is shock to see this person. The Doctor knows who the person is, but the person only knows the Doctor once.

"Zoe?" The Doctor asked the person who is revealed to be Zoe Heriot, a former companion of his. She traveled with the Doctor in his second incarnation along with Jamie McCrimmon. She later lost all memories of her travels with the Doctor, except the time when the Doctor first met her, after the Time Lords brought her back in her original timeline when they punish the Doctor for interfering with other planets.

"Yes, but how did you know me stranger?" Zoe asked.

"It's me, the Doctor."

"I know who the Doctor is, mister. He looks almost old with a moptop and wears really big pants."

"But you obviously know that I destroy an oncoming Cybership when I use a time vector generator to power the x-ray laser."

"But no one knows about that except me and... you're really are the Doctor!" Zoe said as she ran to hug him.

"Oh it's good to see you too, Zoe. How about I play my old recorder to reminisce our old adventures back in the adventures."

"What old adventures Doctor? We only had one adventure. And what do you mean TARDIS?"

"Oh that's right. The Time Lords erased your memories, but I have a way to fix that. Nyssa, can you use your psychic powers all of Zoe's memories of me?"

"I think I can Doctor." Nyssa said. Nyssa concentrate on Zoe's face so she bring back her memories. It's the first time she's ever done it and it's very difficult for her restore her memories due to the Time Lords have a special way to erase her memories. After a few minutes, Nyssa was able to fix Zoe's memories. "It's very hard to bring back old memories, but I was able to bring back most of it, Doctor."

Even though she got a headache from Nyssa's psychic powers, Zoe now remembers her old adventures with the Doctor. "Oh Doctor now I remember. The Cybermen in London, the fairy tale land, the Krotons, the Ice Warriors, the War Chief. Oh Doctor it's really nice to remember everything." Zoe said.

"Yeah, it's good and all but we need to get out of here. I heard the authorities coming in this site. We should head back into the TARDIS."

"I agree." Zoe said. The three ran from the crash site and went back into the TARDIS. When Zoe saw the TARDIS again, she froze since it's the first time she saw the ship.

"Well it's been a long since you've been here, Zoe. You might forgot that the TARDIS can travel in time and space."

"I know what the TARDIS is capable, Doctor. It's just that it's been a long time since I've seen this and I don't like uh, how you say it, redecoration."

"Well even though I've gotten a new face, I sometimes change the TARDIS up a bit."

"So what happened to Jamie?"

"Oh just like you, sent back to his original timeline with his memories of our adventures erased except the time I met him. Oh and by the way, this is my new companion Nyssa." Nyssa and Zoe introduced each other and the two shake hands. "Now tell me Zoe, why did you crash your ship onto Earth?"

"Well I heard the alarms back at the space station and my one of my fellow crew members got me into an escape pod before I saw him being grabbed by some of the crew who I think they're being mind control."

"We're there any treasures in the station."

"We're a radio space station Doctor. Of course we don't have any treasures there but I know something is wrong."

"Well I guess I have to take a visit back to Space Station W3 then." the Doctor put down the coordinates in the console as they set their destinations to the Space Station W3, or as it's known as "The Wheel in Space".

Back in the space station, every crew member is now controlled. Every one are ordered to make advanced weaponry that will destroy other galaxies. Only the captain of the Space Station W3 is the only one who didn't get brainwashed. While the crew members are working on the weapons, the captain managed to sneak into control room to call for help. "This is the Captain of Space Station W3. Something has happened! My crew members are out of their minds while my head science adviser managed to escape and-" her contact was cut off when two of the mind-controlled crew found her and shoot the phone machine. The captain shoot at, but quickly dodged them, and she ran away as the crew tried to shoot her.

The TARDIS dematerialized at the space station's corridors. The three walked out of the TARDIS and found the place that they are in empty. "So how are things while I'm gone Zoe?" the Doctor asked.

"Everything was great. I was promoted to head science adviser because I made good inventions using the fragments of my memories of our adventures we had."

"That's excellent for you." The three were ran over by the captain who was still running from her mind controlled crew.

"Zoe what are you doing here?" the captain asked her.

"I just came back with an old friend of mine. He said he could help us."

"Help us?"

"Yes, and don't tell me who you are. You're astronomer Tanya Lernov aren't you?" the Doctor said.

"Yes I am, but I was appointed captain a year ago. And who are you?"

"Well I'm the Doctor." he smiled.

"You don't look like the Doctor. You're too young to be him."

"Oh never mind that Tanya, let's just fix this problem and get back to our duties." Zoe told her. The four ran back where Tanya was running from, but were backed over when two crewm embers carrying a giant weapon found them.

"Head science adviser is spotted along with the captain and two intruders." one of the crew members said in a monotone voice, "Prepare for annihilatation! Prepare for annihilation!"


	3. Part 3

**Disclaimer: I don't own Doctor Who**

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**Part 3**

"Prepare for annihilation! Prepare for annihilation!" the mind controlled crew threatened the Doctor and his companions. With nothing left to do, the Doctor took out a blaster out of Tanya's belt and he held it at gunpoint to the weapon.

"Now all I need is a precise shot and..." the Doctor pulled the trigger and the blaster shot at the glass where the laser would be fired. The weapon was destroyed and the crew members dropped them. "Right then, let's save the Wheel in Space once more." the Doctor said. The group split up with the Doctor and Zoe going to her office and Nyssa and Tanya going to the control room.

While the group is in hiding, one of the crew members entered the office of the sitting commander of the brainwashed crew to report about Zoe. "Head scientific adviser has returned to the Wheel." he told the commander, "Also my commander, she has brought friends to bring us down. Our reports told us that one of her friends is called the Doctor."

The commander raised his eyebrows when the crew members said Doctor. Unlike the other brainwashed crew members of the ship, the commander isn't mind-controlled, but one of the people that is behind the operation. "I must speak to my master about this Doctor. Until then, continue working on the machines." the commander ordered him. The crew member saluted and left the room as the commander went to secret room in his office that only he has access to with a button hidden on an antique. The commander approached to his master who is sitting in his desk, but doesn't show his face to anyone. "She has returned, sir."

"Excellent. She will provide the needs to our operation."

"But we have a major problem sir. She has brought a friend who called himself the Doctor."

"Ah We go way back. Bring him and the scientific adviser to me. Alive! Failure to do so will suffer the consequences. Do you understand me?"

"I understand sir."

The Doctor and Zoe are hiding in the library with two brainwashed crew members looking for them in Zoe's office. "We must find them for the commander." one of the crew members said.

"We must. Our masters don't want failure."

The Doctor and Zoe got out of the table as soon the crew members left the office. "Now why are we here again Zoe? This place is the first place they'll look for you."

"Because I wanted to show you something Doctor." Zoe opened up the lock combination to a secret room that is accessible from her bookshelf. Zoe's secret room is filled with many advanced technology that only the Time Lords have access to.

"Zoe what is this place?"

"This my secret office. It is only accessible by me and my colleague. Luckily, she's in a mission on another planet. This is where I make advanced weapons that I will put in a time capsule in hopes that one day, future generations will use for the greater good. Like this device over here. This one will erase the data of a super computer."

"That is great. We could use one of these to free the crew members." The Doctor and Zoe got everything they needed from the room, but they were caught by one crew member who held them at gunpoint.

"The commander will want to see you to at his office." he said.

* * *

Nyssa and Tanya are at the control room with Tanya trying to fix the communication servers while Nyssa is looking out for crew members. "So how did you became a captain." Nyssa asked Tanya.

"Well after the former captain looked at my perfect records and decided appoint me. Even though I was an astronomer at first, I'm a good shooter and I treated everyone here very well."

"Why were you so eager for Zoe to get out of this place."

"Because she is one of my closest friends in this station and if those creeps get a hold of her, Earth or even the galaxy would be doomed because she has created weapons that will destroy anything if it falls into the wrong hands. And who was that friend of yours Zoe brought in?"

"He's the Doctor."

"He can't be the Doctor. I remember how he looks like."

"He really is the Doctor. He belongs to a race called the Time Lords that allow themselves to regenerate if they're dying. I saw the process myself along with two friends." Nyssa saw one crew member who is pointing his gun at Tanya. "Tanya look out!" she shouted. Tanya looked at the crew member and got her blaster out. She pulled the trigger but nothing happened.

"No no no! This didn't happened before! How in the world is my blaster jammed?!" She looked to crew member, who is smirking. "What did you do to it?!" Tanya said to him. The crew member took out a remote control from his pockets and activated a giant machine which appeared right behind him.

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A crew member lead the Doctor and Zoe to the commander's office and Zoe recognized him. "Jeremy Platt? So you're the one that is behind all of this."

"Yes my dear Zoe. But I didn't do all of this myself. This is mostly an inside job with no intentions of revenge. Oh and Doctor, my master is waiting for you." Jeremy opened the door to his master's office with him still hiding his face.

"You know it's been a long time since we seen each other, Doctor."

"It's a good to see you too. I've notice it was you along the moment I step into this room. So why don't show your face to the rest of the people." The Doctor approached to his desk and something surprised Zoe and the brainwashed crew member when the Doctor turned the chair to him.


	4. Part 4

**Disclaimer: I don't own Doctor Who**

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**Part 4**

"I've notice that it was you along the moment I step into this room. So why don't show your face to the rest of the people." The Doctor approached to his desk and something surprised Zoe and the brainwashed crew member when the Doctor turned the chair to him. Turns out no one was sitting in the chair which made Zoe and the crew member confused. "As it turns out Jeremy, your master isn't a 'he', but an 'it'." The Doctor pointed to a computer that was behind the desk. "The master mind behind this whole operation is a computer known as the '**W**ill **O**perating **T**hought **An**alogue' or as it known as the WOTAN computer. The one who created the War Machines back in 1960's London."

"Excellent Doctor Who." the WOTAN computer told the Doctor.

"I'm not called Doctor Who, I'm referred to just the Doctor. So how did you survive?"

"Even if you use one of my War Machines to destroy me, the data of me is still inside the computer. Young Jeremy over there has found me after UNIT used me in 2020's."

"So what is your plan now."

"Conquering the Earth is no longer my concerns now. My new plan is to destroy the Earth with new weaponry my slaves are making along with new War Machines that is now remote control. It's a better way to prevent anyone to change it's systems."

"You're not getting away with it."

"Oh I will, Doctor. And I have a better way to make you stay away." The WOTAN computer uses its hypnotic powers on Zoe and she screams in pain as she holds her head.

* * *

Back in the control room, Nyssa and Tanya are cornered as the brainwashed crew activated the new remote control War Machine prototype. "Since you now saw my master's weapon, you will now be destroyed by it." The War Machine opened fire at them, but they quickly dodged it. The War Machine fired at Tanya and missed again. While the War Machine is busy firing at Tanya, Nyssa managed sneaked the crew member controlling it and knocked him down, which made the War Machine stopped firing.

Tanya ran to where Nyssa is and checked on the unconscious crew member. "So what do we with him and his machine." Tanya asked.

"I could use my psychic abilities to get him back to normal and help us." she said. Nyssa focused on him for a minute and woke up after she finished. When he woke up, the crew member recognized Tanya and was relived to see her.

"Oh, Captain Lernov! It's good to see a friendly familiar face. Its been a nightmare working for someone you don't know."

"Tomas, what is happening?" Tanya asked

"I don't ma'am. All I know is that we're making this machine over here and that's about it."

"Tomas, could you control this machine?" Nyssa asked.

"Yes I think I can."

"Then you could use it to destroy the weapons and other machines like this."

"But uh I think uh."

"Do what she says Tomas!" Tanya ordered.

* * *

The WOTAN computer is still trying to get control of Zoe, but nothing is working. After six minutes, Zoe fainted from its sonic noise of it's mind control powers. The Doctor went to Zoe and found her okay but out cold. "Controlling her now is no use of me. I have my slaves almost completing the weapons and with my War Machines, we will conquer the whole universe."

"This is mad. Even with the War Machines at your disposal, you wouldn't conquer the most of the universe. There are lifeforms out there that will destroy you and your War Machines in a matter of seconds."

"That is where you're wrong Doctor. Do you remember the x-ray laser that you use to destroy the Cybermen that was attacking this station ten years ago? With that weapon, all of the universe kneeling at your feet."

"Well what about the Daleks, the Sontarans, Cybermen and the Time Lords?"

"Enough of you! Take him outside and execute him!" the WOTAN computer ordered Jeremy and a crew member. The two grabbed him and we're about to take him out, but a crew member came to them with an urgent news.

"Commander Platt, someone has a hold of our machines and they are destroying our weapons and the other machines."

"Take care of them Platt! If they don't stop use the x-ray laser and destroy Earth." THE WOTAN computer ordered Jeremy. Jeremy and the other crew member left the Doctor with the WONTAN computer and raced the x-ray laser. As Jeremy was setting up the laser, Tanya appeared behind him and held him at gunpoint.

"It's over Jeremy." Tanya told him, "Now be a good boy and step away from the laser before someone dies." Jeremy turned around and saw Nyssa, Tomas standing next to the War Machine.

"Platt? Platt! Did you destroy the intruders?" The WONTAN computer asked Jeremy through his mind.

"It's now over. You have been defeated by your own picard." the Doctor said.

"What will you do? Destroying me didn't work the last time and it won't work again."

"I'm not destroying you. I will simply just erase your data with the invention that was made by Head Scientific Adviser Zoe Heriot." The Doctor took out the device that Zoe showed him before and went to the WONTAN computer to erase its data. He put the device on the computer and started pressing buttons to erase him.

"No, stop! What are you doing?!"

"Just trying to fix you so you won't come back."

"You won't get away with this. You won't get away..." The WONTAN computer was shut down and the Doctor was relieved.

"You know I really hate hearing your voice just now." the Doctor remarked. The Doctor went to Zoe and use his celery from his jacket to make a medicine. Tanya and Nyssa ran to the room to find him with Zoe.

"What are doing?" Tanya asked the Doctor.

"Just giving her some celery juice."

"Doctor what happened to her?" Nyssa asked

"Well the mastermind behind all of this, which us actually a super computer, try to control her and she was knocked out. I guess that she has lost the memories of her adventures with me again, but the important thing is she's safe. How is the crew now?"

"They are fine and they're recovering from the mind control process." Tanya said.

"And the War Machines and weapons?"

"All were destroyed. They won't be used for quite a while." Nyssa said.

"That's what I like to hear. Let's go Nyssa."

"Wait a minute. What about Zoe?" Tanya asked.

"Don't worry, she'll be awake quite soon. Well it's been nice reuion for you all but me and friend here need to leave now." The Doctor shaked Tanya's hand and he and Nyssa then left the room. When the Doctor left, Tanya notice Zoe is waking up.

"Oh Zoe, you're okay. You have missed all the fun."

"What happened Tanya?" Zoe asked

"Something has gone weary with the station and you passed out by someone or something, but the Doctor came back and saved the ship."

"Wait, you said the Doctor is here?!"

"Well yes and he's about to leave right now." Zoe and Tanya then heard the TARDIS taking off and Zoe ran to see what it is. She ran outside and saw the TARDIS disappearing.

"It's funny. I could have sworn that I've heard that noise before." Zoe wondered before going back to her work place.

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**Well that's it for my first Doctor Who story. I might be posting another on Friday or next week. Review on how the story went.**


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